EX-10.51
Published on June 29, 2009
Exhibit 10.51
June 25, 2009
Mr. Gary Burnison
5561 Partridge Court
Westlake Village, CA 91362
5561 Partridge Court
Westlake Village, CA 91362
Re: | Employment Agreement dated as of April 24, 2007 between Korn/Ferry International (Company or Korn/Ferry) and Gary Burnison (Employment Agreement) |
Dear Gary:
This letter serves to formalize the modifications regarding your continuing employment relationship
with Korn/Ferry, including your future compensation and benefits, and the amendment of certain
terms and conditions of your Employment Agreement referenced above.
Specifically, you, as Chief Executive Officer of Korn/Ferry, have requested and the Board has
agreed that a temporary reduction in your salary is desirable in response to the current economic
environment. As such, your base salary shall be ratably reduced by $75,000. In addition, in
accordance with Korn/Ferrys furlough policy, you will be required to take two weeks of unpaid
leave this year, which will result in you forgoing approximately an additional $25,000 in base
salary. The reduction will become effective July 1, 2009, and will remain in effect through April
30, 2010, after which it will be restored to its present levels.
This temporary reduction shall have no impact on the potential for your cash and equity incentive
awards for this or any other year, which will continue to be calculated off of your base salary
prior to the reduction. Similarly, any other benefits, including but not limited to the severance
and change in control provisions in your Employment Agreement, will be calculated off of your base
salary prior to the reduction. Any severance paid under the terms of your Employment Agreement
would be deemed to include any of the compensation eliminated by means of this forebearance.
It is agreed that this letter as it relates to the temporary salary forbearance and mandatory
unpaid leave cannot be the basis for Good Reason or any constructive termination action and does
not constitute Good reason under your Employment Agreement. It is further agreed that the
reduction in salary agreed to in this letter will occur notwithstanding the last sentence of
Section 4(a) of your Employment Agreement. Except as otherwise modified in this letter agreement,
your Employment Agreement remains unmodified and in full force and effect.
Please indicate your acceptance of this letter agreement amending your Employment Agreement by
signing and dating a copy of this letter agreement in the spaces provided below and returning such
signed and dated copy to me. I thank you for your continued commitment to Korn/Ferry.
Sincerely, |
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/s/ Kenneth Whipple | ||||
Kenneth Whipple |
ACCEPTED AND AGREED TO:
/s/ Gary D. Burnison
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June 25, 2009 | |||
Gary D. Burnison
|
Date of Signature |